Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.09, 2.10 or 2.11, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected Advances, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.09, 2.10 or 2.11 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 unless Borrower agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower pursuant to this Section 2.12 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Loan and Security Agreement (LEAF Equipment Leasing Income Fund III, L.P.)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Term Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.09, 2.10 2.14 or 2.112.15, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected Advances, Credit Extensions through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.09, 2.10 2.14 or 2.11 2.15 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Term Loans or the interests of such Lender; provided, provided such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.16 unless Borrower agrees Borrowers agree to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower Borrowers pursuant to this Section 2.12 2.16 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.18, 2.10 2.19 or 2.112.20, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) to make, issue, fund or maintain its AdvancesCredit Extensions, including any Affected AdvancesLoans, through another office of such Lender, or (b) to take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.18, 2.10 2.19 or 2.11 2.20 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, provided that such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.21 unless the Borrower agrees to pay all incremental expenses incurred by such Lender Xxxxxx as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by the Borrower pursuant to this Section 2.12 2.21 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to the Borrower (with a copy to the Administrative Agent) shall will be conclusive absent manifest error.
Appears in 1 contract
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.09, 2.10 2.15 or 2.112.16, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected Advances, Credit Extensions through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.09, 2.10 2.15 or 2.11 2.16 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.17 unless Borrower agrees the Companies agree to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower the Companies pursuant to this Section 2.12 2.17 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower the Companies (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.15, 2.10 2.16 or 2.112.17, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected Advances, Loans through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.15, 2.10 2.16 or 2.11 2.17 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, provided that such Lender will not be obligated to utilize such other office or take such other measures pursuant to this Section 2.12 2.18 unless the Borrower agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office or taking such other measures as described above. A certificate as to the amount of any such expenses payable by the Borrower pursuant to this Section 2.12 2.18 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to the Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error. The Borrower shall pay such Lender the amount shown as due on any such certificate within 30 days after receipt thereof.
Appears in 1 contract
Samples: Credit Agreement (Fortress Transportation & Infrastructure Investors LLC)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.09Sections 2.12, 2.10 2.13 or 2.112.14, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its AdvancesLoans, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which that would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which that would otherwise be required to be paid to such Lender pursuant to Section 2.09Sections 2.12, 2.10 2.13 or 2.11 2.14 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.15 unless the Borrower agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by the Borrower pursuant to this Section 2.12 2.15 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to the Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.17, 2.10 2.18 or 2.112.19, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its AdvancesLoans, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.17, 2.10 2.18 or 2.11 2.19 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.20 unless Borrower Company agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower Company pursuant to this Section 2.12 2.20 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Speed Commerce, Inc.)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Revolving Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.09, 2.10 or 2.112.15 and/or Section 2.16, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected Advances, Credit Extensions through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.09, 2.10 or 2.11 2.15 and/or 2.16 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments Revolving Limits or Advances Revolving Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments Revolving Limits or Advances Revolving Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.17 unless Borrower Company agrees to pay all reasonable and incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower Company pursuant to this Section 2.12 2.17 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.16, 2.10 2.17, 2.18 or 2.112.19, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, will use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected Advances, Loans through another lending office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if (i) as a result thereof result, the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.16, 2.10 2.17, 2.18 or 2.11 2.19 would be avoided or materially reduced reduced, and if, as determined by (ii) if such Lender determines in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other lending office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, provided that such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.21 unless Borrower the Company agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower the Company pursuant to this Section 2.12 2.21 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower the Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Agency Succession and Amendment Agreement (GateHouse Media, Inc.)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.093.01, 2.10 3.02, 3.03 or 2.113.04, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its AdvancesCredit Extensions, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.093.01, 2.10 3.02, 3.03 or 2.11 3.04 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 3.05 unless the Borrower agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower pursuant to this Section 2.12 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Security Agreement (W R Grace & Co)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.16, 2.10 2.17 or 2.112.18, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its AdvancesCredit Extensions, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.16, 2.10 2.17 or 2.11 2.18 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.19 unless Borrower Company agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described in clause (i) above. A certificate as to the amount of any such expenses payable by Borrower Company pursuant to this Section 2.12 2.19 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Carmike Cinemas Inc)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.09, 2.10 or 2.115.05, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts (at the request of the Borrower) to (a) makedesignate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, issuebranches or affiliates, fund or maintain its Advancesif, including any Affected Advances, through another office in the judgment of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause of such Lender to be an Affected Lender would cease to exist designation or assignment, the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.09, 2.10 or 2.11 5.05 would be materially reduced and if, as determined by such Lender in good faith but in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, (i) would not subject such Lender to any unreimbursed cost or expense and (ii) would not be otherwise adversely affect such Commitments or Advances or the interests of disadvantageous to such Lender; provided, provided that such Lender will not be obligated to utilize such other another office pursuant to this Section 2.12 5.06 unless the Borrower agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by the Borrower pursuant to this Section 2.12 (setting forth in reasonable detail the basis for requesting such amount) 5.06 submitted by such Lender to the Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.15, 2.10 2.16 or 2.112.17, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its AdvancesLoan, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.15, 2.10 2.16 or 2.11 2.17 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.18 unless Borrower Company agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described in clause (a) above. A certificate as to the amount of any such expenses payable by Borrower Company pursuant to this Section 2.12 2.18 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Energy Transfer Partners, L.P.)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances becomes aware Loans has actual knowledge of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender entitled to receive payments (an “Affected Lender”) under Section 2.094.3, 2.10 4.4, 4.5 or 2.114.6, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) to make, issue, fund or maintain its AdvancesCredit Extensions, including any Affected Advancesaffected Loans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonableelect in its sole discretion, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.094.3, 2.10 4.4, 4.5 or 2.11 4.6 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, that such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 4.10 unless the Borrower agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by the Borrower pursuant to this Section 2.12 4.10 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to the Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Revolving Credit Agreement (Ust Inc)
Obligation to Mitigate. Each Lender (which term shall include Issuing Bank for purposes of this Section 2.14) agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Commitments or Letters of Credit, as the case may be, becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.09, 2.10 2.12 or 2.112.13, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected AdvancesCredit Extensions, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.09, 2.10 2.12 or 2.11 2.13 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Letters of Credit through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Letters of Credit or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.14 unless Borrower Account Party agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower Account Party pursuant to this Section 2.12 2.14 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower the Account Party (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Letter of Credit Facility Agreement (Education Management Corporation)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Term Loans, becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.13, 2.10 2.14 or 2.112.15, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its AdvancesCredit Extensions, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.13, 2.10 2.14 or 2.11 2.15 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Term Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Term Loans or the interests of such Lender; provided, such Lender will not be -------- obligated to utilize such other office pursuant to this Section 2.12 2.16 unless Borrower Company agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described in clause (i) above. A certificate as to the amount of any such expenses payable by Borrower Company pursuant to this Section 2.12 2.16 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.09, 2.10 2.17 or 2.112.18, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected AdvancesTerm Loans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.09, 2.10 2.17 or 2.11 2.18 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.19 unless Borrower agrees Borrowers agree to pay all incremental costs and expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower Borrowers pursuant to this Section 2.12 2.19 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Administrative Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Vonage Holdings Corp)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.17, 2.10 2.18 or 2.112.19, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its AdvancesCredit Extensions, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.17, 2.10 2.18 or 2.11 2.19 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.20 unless Borrower agrees the Companies agree to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower Companies pursuant to this Section 2.12 2.20 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower the Company Representative (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Meridian Waste Solutions, Inc.)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.09, 2.10 0 or 2.11, 0 it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected Advances, Credit Extensions through another office or Affiliate of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.09, 2.10 0 or 2.11 0 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Revolving Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Revolving Commitments or Advances Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office or Affiliate pursuant to this Section 2.12 0 unless the Borrower agrees to pay all reasonable and incremental expenses incurred by such Lender as a result of utilizing such other office or Affiliate as described above. A certificate as to the amount of any such expenses payable by the Borrower pursuant to this Section 2.12 0 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to the Borrower (with a copy to the Administrative Facility Agent) shall be conclusive absent manifest error.. 2.18
Appears in 1 contract
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Term Loans, becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.09, 2.10 2.16 or 2.112.17, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected Advances, Term Loans through another office of such Lender, or (b) take such other measures as such Lender may deem reasonablereasonable measures, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.15, 2.10 2.16 or 2.11 2.17 would be materially reduced and if, as determined by such Lender in its sole good faith business discretion, the making, issuing, funding or maintaining of such Commitments or Advances Term Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise materially adversely affect such Commitments or Advances Term Loans or the interests of such Lender; providedprovided that, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.18 unless Parent Borrower agrees to pay all reasonable documented out-of-pocket incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Parent Borrower pursuant to this Section 2.12 2.18 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Parent Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (RLJ Entertainment, Inc.)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.15, 2.10 2.16, 2.17 or 2.112.18, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, will use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected Advances, Loans through another lending office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if (A) as a result thereof result, the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.15, 2.10 2.16, 2.17 or 2.11 2.18 would be avoided or materially reduced reduced, and if, as determined by (B) if such Lender determines in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other lending office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, provided that such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.20 unless Borrower the Company agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower the Company pursuant to this Section 2.12 2.20 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower the Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: First Lien Credit Agreement (GateHouse Media, Inc.)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.14, 2.10 or 2.112.15, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) to make, issue, fund or maintain its Advances, including any Affected AdvancesCredit Extensions, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.09, 2.10 2.14 or 2.11 2.15 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Loan Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise materially adversely affect such Loan Commitments or Advances Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.16 unless Borrower agrees Borrowers agree to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described in clause (i) above. A certificate as to the amount of any such expenses payable by Borrower Borrowers pursuant to this Section 2.12 2.14 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower Borrowers (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Convergent Communications Inc /Co)
Obligation to Mitigate. Each Lender agrees that(other than AMC and its affiliates) shall, as promptly as practicable after the an officer of such Lender responsible for administering its Advances Term Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.09, 2.10 or 2.11, it will2.15, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected Advances, Term Loans through another office of such Lender, or (b) take such other measures as such Lender may deem reasonablereasonable measures, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.09, 2.10 2.15 or 2.11 2.16 would be materially reduced and if, as determined by such Lender in its sole good faith business discretion, the making, issuing, funding or maintaining of such Commitments or Advances Term Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Term Loans or the interests of such Lender; providedprovided that, such Lender will not be obligated to utilize such other office or take any action pursuant to this Section 2.12 2.17 unless Parent Borrower agrees to pay all incremental out-of-pocket expenses incurred by such Lender as a result of utilizing such other office or taking such action as described above. A certificate as to the amount of any such expenses payable by Parent Borrower pursuant to this Section 2.12 2.17 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Parent Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Term Loans, becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.16, 2.10 2.17 or 2.112.18, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) to make, issue, fund or maintain its AdvancesCredit Extensions, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.16, 2.10 2.17 or 2.11 2.18 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Term Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Term Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.19 unless Borrower Company agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described in clause (i) above. A certificate as to the amount of any such expenses payable by Borrower Company pursuant to this Section 2.12 2.19 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Xo Communications Inc)
Obligation to Mitigate. Each Lender agrees that(other than AMC and its affiliates) shall, as promptly as practicable after the an officer of such Lender responsible for administering its Advances Term Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.09, 2.10 or 2.11, it will2.14, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected Advances, Term Loans through another office of such Lender, or (b) take such other measures as such Lender may deem reasonablereasonable measures, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.09, 2.10 2.14 or 2.11 2.15 would be materially reduced and if, as determined by such Lender in its sole good faith business discretion, the making, issuing, funding or maintaining of such Commitments or Advances Term Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Term Loans or the interests of such Lender; provided-41- provided that, such Lender will not be obligated to utilize such other office or take any action pursuant to this Section 2.12 2.16 unless Parent Borrower agrees to pay all incremental out-of-pocket expenses incurred by such Lender as a result of utilizing such other office or taking such action as described above. A certificate as to the amount of any such expenses payable by Parent Borrower pursuant to this Section 2.12 2.16 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Parent Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (RLJ Entertainment, Inc.)
Obligation to Mitigate. Each Lender Bank agrees that, as promptly as practicable after the officer of such Lender Bank responsible for administering its Advances Term Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender Bank to become an Affected Lender Bank or that would entitle such Lender Bank to receive payments under Section 2.09Sections 2.18, 2.10 2.19 or 2.112.20, it will, to the extent not inconsistent with the internal policies of such Lender Bank and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its AdvancesTerm Loans, including any Affected AdvancesLoans, through another office of such LenderBank, or (b) take such other measures as such Lender Bank may deem reasonable, if as a result thereof the circumstances which would cause such Lender Bank to be an Affected Lender Bank would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender Bank pursuant to Section 2.092.18, 2.10 2.19 or 2.11 2.20 would be materially reduced and if, as determined by such Lender Bank in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Term Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Term Loans or the interests of such LenderBank; provided, such Lender Bank will not be obligated to utilize such other office pursuant to this Section 2.12 2.21 unless each Borrower agrees to pay all incremental expenses incurred by such Lender Bank as a result of utilizing such other office as described in clause (a) above. A certificate as to the amount of any such expenses payable by each Borrower pursuant to this Section 2.12 2.21 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender Bank to such Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Xerium Technologies Inc)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans, becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.09, 2.10 2.13 or 2.112.14, it willshall, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected Advances, Credit Extensions through another office of such Lender, Lender or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.09, 2.10 2.13 or 2.11 2.14 would be materially reduced and if, as determined by such Lender in its sole reasonable discretion, the making, issuing, funding making or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, that such Lender will shall not be obligated to utilize such other office pursuant to this Section 2.12 2.15 unless the Borrower agrees to pay all commercially reasonable incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by the Borrower pursuant to this Section 2.12 2.15 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to the Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans, as the case may be, becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.09, 2.10 2.12 or 2.112.13, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected Advances, Credit Extensions through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.09, 2.10 2.12 or 2.11 2.13 would be materially reduced and if, as determined by such Lender in its sole reasonable discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, provided that such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.14 unless Borrower agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower pursuant to this Section 2.12 2.14 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.14, 2.10 2.15 or 2.112.16, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its AdvancesCredit Extensions, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.14, 2.10 2.15 or 2.11 2.16 would be materially reduced and if, as determined by such Lender in its sole discretiongood faith, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, provided that such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.17 unless Borrower agrees to pay all incremental reasonable costs and expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower pursuant to this Section 2.12 2.17 (setting -56- forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Revolving Credit and Guaranty Agreement (Cit Group Inc)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the an officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.18, 2.10 2.19 or 2.112.20, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its AdvancesLoans, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.18, 2.10 2.19 or 2.11 2.20 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.21 unless Borrower Company agrees to pay pay, to the extent requested, all incremental expenses incurred by such Lender as a result of utilizing such other office as described in clause (i) above. A certificate as to the amount computed in good faith of any such expenses payable by Borrower Company pursuant to this Section 2.12 2.21 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Credit Agreement (Emc Corp)
Obligation to Mitigate. (a) Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Term Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.09, 2.10 2.13 or 2.112.14, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected Advances, Credit Extensions through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.09, 2.10 2.13 or 2.11 2.14 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Term Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Term Loans or the interests of such Lender; provided, provided such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.15 unless Borrower agrees to pay all incremental expenses incurred by such Lender Xxxxxx as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower pursuant to this Section 2.12 2.15 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.10, 2.10 or 2.11, 2.12 or 2.13, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, will use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected Advances, Loans through another lending office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if (A) as a result thereof result, the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.10, 2.10 2.11, 2.12 or 2.11 2.13 would be avoided or materially reduced reduced, and if, as determined by (B) if such Lender determines in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other lending office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, provided that such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.14 unless Borrower the Company agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower the Company pursuant to this Section 2.12 2.14 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower the Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Secured Bridge Credit Agreement (GateHouse Media, Inc.)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Revolving Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.09, 2.10 or 2.112.14 and/or Section 2.15, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected Advances, Credit Extensions through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.09, 2.10 or 2.11 2.14 and/or 2.15 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Revolving Commitments or Advances Revolving Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Revolving Commitments or Advances Revolving Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.16 unless Borrower Company agrees to pay all reasonable and incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower Company pursuant to this Section 2.12 2.16 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.09, 2.10 2.15 or 2.112.16, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected Advances, Credit Extensions through another office or Affiliate of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.09, 2.10 2.14 or 2.11 2.16 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Revolving Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Revolving Commitments or Advances Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office or Affiliate pursuant to this Section 2.12 2.16 unless the Borrower agrees to pay all reasonable and incremental expenses incurred by such Lender as a result of utilizing such other office or Affiliate as described above. A certificate as to the amount of any such expenses payable by the Borrower pursuant to this Section 2.12 2.16 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to the Borrower (with a copy to the Administrative Facility Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.17, 2.10 2.18 or 2.112.19, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its AdvancesCredit Extensions, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.17, 2.10 2.18 or 2.11 2.19 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.20 unless Borrower Company agrees to pay all incremental costs and expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower Company pursuant to this Section 2.12 2.20 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Granite Broadcasting Corp)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans, becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.15, 2.10 2.16 or 2.112.17, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its AdvancesCredit Extensions, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.15, 2.10 2.16 or 2.11 2.17 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, measures would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.18 unless Borrower Company agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described in clause (a) above. A certificate as to the amount of any such expenses payable by Borrower Company pursuant to this Section 2.12 2.18 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower the Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Term Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.09, 2.10 or 2.112.13, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected AdvancesTerm Loans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.09, 2.10 or 2.11 2.13 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Term Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Term Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.14 unless Borrower agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower pursuant to this Section 2.12 2.14 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Loan Agreement (Ener1 Inc)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.18, 2.10 2.19 or 2.112.20, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its AdvancesCredit Extensions, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.18, 2.10 2.19 or 2.11 2.20 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.21 unless Borrower Company agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower Company pursuant to this Section 2.12 2.21 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Security Agreement (X Rite Inc)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.09, 2.10 Sections 2.19 or 2.112.20, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected Advances, Credit Extensions through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.09, 2.10 Sections 2.19 or 2.11 2.20 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.21 unless Borrower agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower pursuant to this Section 2.12 2.21 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Assignment and Assumption Agreement (Alion Science & Technology Corp)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans, becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.14, 2.10 2.15 or 2.112.16, it willshall, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected Advances, Credit Extensions through another office of such Lender, Lender or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.14, 2.10 2.15 or 2.11 2.16 would be materially reduced and if, as determined by such Lender in its sole reasonable discretion, the making, issuing, funding making or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, that such Lender will shall not be obligated to utilize such other office pursuant to this Section 2.12 2.17 unless the Borrower agrees to pay all commercially reasonable incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by the Borrower pursuant to this Section 2.12 2.17 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to the Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.15, 2.10 2.16 or 2.112.17, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its AdvancesLoans, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.15, 2.10 2.16 or 2.11 2.17 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.18 unless Borrower Company agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described in clause (a) above. A certificate as to the amount of any such expenses payable by Borrower Company pursuant to this Section 2.12 2.18 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.17, 2.10 2.18 or 2.112.19, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its AdvancesCredit Extensions, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.17, 2.10 2.18 or 2.11 2.19 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.20 unless Borrower Company agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower Company pursuant to this Section 2.12 2.20 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Speed Commerce, Inc.)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.17, 2.10 2.18 or 2.112.19, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its AdvancesCredit Extensions, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.17, 2.10 2.18 or 2.11 2.19 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, provided such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.20 unless Borrower Company agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower Company pursuant to this Section 2.12 2.20 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Financing Agreement (Global Geophysical Services Inc)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.17, 2.10 2.18 or 2.112.19, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected Advances, Credit Extensions through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.17, 2.10 2.18 or 2.11 2.19 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, provided such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.20 unless Borrower agrees Borrowers agree to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower Borrowers pursuant to this Section 2.12 2.20 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Loan and Security Agreement (EVO Transportation & Energy Services, Inc.)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.15, 2.10 2.16 or 2.112.17, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its AdvancesLoans, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.15, 2.10 2.16 or 2.11 2.17 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise materially adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, provided that such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.18 unless Borrower Company agrees to pay all incremental in- cremental expenses incurred by such Lender as a result of utilizing such other office as described in clause (a) above. A certificate as to the amount of any such expenses payable by Borrower Company pursuant to this Section 2.12 2.18 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Amscan Holdings Inc)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.17, 2.10 2.18 or 2.112.19, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its AdvancesCredit Extensions, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.17, 2.10 2.18 or 2.11 2.19 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Revolving Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Revolving Commitments, Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.20 unless Borrower Company agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower Company pursuant to this Section 2.12 2.20 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Mortons Restaurant Group Inc)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.17(c), 2.10 Section 2.18 or 2.11Section 2.19, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its AdvancesLoans, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.17(c), 2.10 Section 2.18 or 2.11 Section 2.19 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, that such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.20 unless Borrower Company agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower Company pursuant to this Section 2.12 2.20 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Financing Agreement (Model N, Inc.)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.17, 2.10 2.18 or 2.112.19, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its AdvancesCredit Extensions, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.17, 2.10 2.18 or 2.11 2.19 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Revolving Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Revolving Commitments or Advances Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.20 unless Borrower Company agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower Company pursuant to this Section 2.12 2.20 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.15, 2.10 2.16 or 2.112.17, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its AdvancesCredit Extensions, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.15, 2.10 2.16 or 2.11 2.17 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.18 unless Borrower Company agrees to pay all incremental costs and expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower Company pursuant to this Section 2.12 2.18 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (U S Energy Systems Inc)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.18, 2.10 2.19 or 2.112.20, it willshall, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected Advances, Credit Extensions through another office of such Lender, Lender or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.18, 2.10 2.19 or 2.11 2.20 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Revolving Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances or the interests of such LenderLender in any material respect; provided, that such Lender will shall not be obligated to utilize such other office pursuant to this Section 2.12 unless Borrower agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower pursuant to this Section 2.12 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error.this
Appears in 1 contract
Samples: Credit Agreement (PVH Corp. /De/)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances becomes aware Loans has actual knowledge of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender entitled to receive payments (an "Affected Lender") under Section 2.09Sections 4.3, 2.10 4.4, 4.5 or 2.114.6, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) to make, issue, fund or maintain its AdvancesCredit Extensions, including any Affected Advancesaffected Loans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonableelect in its sole discretion, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.094.3, 2.10 4.4, 4.5 or 2.11 4.6 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as -58- 66 the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, that such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 4.10 unless the Borrower agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by the Borrower pursuant to this Section 2.12 4.10 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to the Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Credit Agreement (Ust Inc)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.09, 2.10 or 2.11, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected Advances, Advances through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.09, 2.10 or 2.11 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 unless Borrower agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower pursuant to this Section 2.12 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower (with a copy to the Administrative Facility Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Loan and Security Agreement (LEAF Equipment Leasing Income Fund III, L.P.)
Obligation to Mitigate. Each Lender Purchaser agrees that, as promptly as practicable after the officer of such Lender Purchaser responsible for administering its Advances Notes becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender Purchaser to become an Affected Lender Purchaser or that would entitle such Lender Purchaser to receive payments under Section 2.09, 2.10 or 2.112.15 and/or Section 2.16, it will, to the extent not inconsistent with the internal policies of such Lender Purchaser and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected Advances, Note Fundings through another office of such LenderPurchaser, or (b) take such other measures as such Lender Purchaser may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts 50 which would otherwise be required to be paid to such Lender Purchaser pursuant to Section 2.09, 2.10 or 2.11 2.15 and/or 2.16 would be materially reduced and if, as determined by such Lender Purchaser in its sole discretion, the making, issuing, funding or maintaining of such Commitments Commitment Limits or Advances Notes through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments Commitment Limits or Advances Notes or the interests of such LenderPurchaser; provided, such Lender Purchaser will not be obligated to utilize such other office pursuant to this Section 2.12 2.17 unless Borrower Company agrees to pay all reasonable and incremental expenses incurred by such Lender Purchaser as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower Company pursuant to this Section 2.12 2.17 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender Purchaser to Borrower Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Note Issuance and Purchase Agreement (On Deck Capital, Inc.)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances the advance of the Quarterly Funding Amounts becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.09, 2.10 2.11 or 2.112.12, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected Advances, advance the Quarterly Funding Amounts through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.09, 2.10 2.11 or 2.11 2.12 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining advance of such Commitments or Advances Quarterly Funding Amounts through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.13 unless Borrower Company agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower Company pursuant to this Section 2.12 2.13 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.17, 2.10 2.18 or 2.112.19, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) to make, issue, fund or maintain its Advancesapplicable Commitment or Loans, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.17, 2.10 2.18 or 2.11 2.19 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; providedPROVIDED, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.20 unless Borrower Company agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described in clause (i) above. A certificate as to the amount of any such expenses payable by Borrower Company pursuant to this Section 2.12 2.20 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower Company (with in the case of the Senior Lenders a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Focal Communications Corp)
Obligation to Mitigate. Each Lender (which term shall include each Issuing Bank for purposes of this Section 2.18) agrees that, as promptly as practicable after the officer of such Lender that is directly or indirectly responsible for administering its Advances Loans or Letters of Credit, as the case may be, becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.09Sections 2.15 (Making or Maintaining LIBO Rate Loans), 2.10 2.16 (Increased Costs; Capital Adequacy) or 2.112.17 (Taxes; Withholding, Etc.), it willwill (at the request of Borrower), to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its AdvancesCredit Extensions, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.09Sections 2.15 (Making or Maintaining LIBO Rate Loans), 2.10 2.16 (Increased Costs; Capital Adequacy) or 2.11 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 unless Borrower agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower pursuant to this Section 2.12 2.17 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.09Sections 2.17, 2.10 2.18 or 2.112.19, it will, to the extent not inconsistent with the internal policies in violation of such Lender and any applicable legal or regulatory restrictionsrestrictions or contrary to its established internal policies, use reasonable efforts to (a) make, issue, fund or maintain its AdvancesCredit Extensions, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.09Sections 2.17, 2.10 2.18 or 2.11 2.19 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Revolving Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise materially adversely affect such Commitments or Advances Revolving Commitments, Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.20 unless Borrower Company agrees to pay all reasonable incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower Company pursuant to this Section 2.12 2.20 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower Company (with a copy to the Administrative Agent) shall be conclusive absent manifest errorprima facie evidence of such expenses.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Madison Square Garden Co)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.13, 2.10 2.14 or 2.112.15, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its AdvancesLoans, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.13, 2.10 2.14 or 2.11 2.15 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.16 unless Borrower Company agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described in clause (a) above. A certificate as to the amount of any such expenses payable by Borrower Company pursuant to this Section 2.12 2.16 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.09, 2.10 2.14 or 2.112.15, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advances, including any Affected Advances, Loans through another office of such Lender, (b) assign its rights and obligations hereunder to another of its offices, branches or affiliates or (bc) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.09, 2.10 2.14 or 2.11 2.15 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize take such other office actions pursuant to this Section 2.12 2.16 unless Borrower agrees the Borrowers agree to pay all incremental reasonable costs and expenses incurred by such Lender as a result of utilizing taking such other office actions as described above. A certificate as to the amount of any such expenses payable by Borrower the Borrowers pursuant to this Section 2.12 2.16 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to the Administrative Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.18, 2.10 2.19 or 2.112.20, it will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its Advancesthe Credit Extension, including any Affected AdvancesLoans, through another office of such Lender, or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.18, 2.10 2.19 or 2.11 2.20 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, such Lender will not be obligated to utilize such other office pursuant to this Section 2.12 2.21 unless Borrower the Company agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Borrower the Company pursuant to this Section 2.12 2.21 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to Borrower the Company (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Day International Group Inc)
Obligation to Mitigate. Each Lender agrees that, as promptly as practicable after the officer of such Lender responsible for administering its Advances Loans or becomes aware of the occurrence of an event or the existence of a condition that would cause such Lender to become an Affected Lender or that would entitle such Lender to receive payments under Section 2.092.16, 2.10 2.17 or 2.112.18, it willshall, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to (a) make, issue, fund or maintain its AdvancesLoans, including any Affected AdvancesLoans, through another office of such Lender, Lender or (b) take such other measures as such Lender may deem reasonable, if as a result thereof the circumstances which would cause such Lender to be an Affected Lender would cease to exist or the additional amounts which would otherwise be required to be paid to such Lender pursuant to Section 2.092.16, 2.10 2.17 or 2.11 2.18 would be materially reduced and if, as determined by such Lender in its sole discretion, the making, issuing, funding or maintaining of such Commitments or Advances Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Commitments or Advances Loans or the interests of such Lender; provided, that such Lender will shall not be obligated to utilize such other office pursuant to this Section 2.12 2.19 unless the Borrower agrees to pay all incremental expenses incurred by such Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by the Borrower pursuant to this Section 2.12 2.19 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to the Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Senior Secured Term Loan Facility Agreement (Ocwen Financial Corp)
